PRG / PROG Holdings, Inc. - SEC Filings, Annual Report, Proxy Statement

PROG Holdings, Inc.
US ˙ NYSE ˙ US74319R1014

Basic Stats
CIK 1808834
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to PROG Holdings, Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
August 7, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 6, 2025 PROG HOLDINGS, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 6, 2025 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

August 7, 2025 EX-99.1

PROG Holdings, Inc. Declares Dividend

Exhibit 99.1 PROG Holdings, Inc. Declares Dividend SALT LAKE CITY, August 7, 2025– PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, announced today that its Board of Directors declared a quarterly cash dividend of $0.13 per share of common stock, payable on September 4, 2025, to shareholders of record as of the close

July 23, 2025 EX-99.2

PROG Internal PROG Holdings, Inc. Q2 2025 Earnings Supplement July 23, 2025 Exhibit 99.2 2 Statements, estimates and projections in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that in

ex-992q22025earningssupp PROG Internal PROG Holdings, Inc. Q2 2025 Earnings Supplement July 23, 2025 Exhibit 99.2 2 Statements, estimates and projections in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looki

July 23, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 23, 2025 PROG HOLDINGS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 23, 2025 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

July 23, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Exa

July 23, 2025 EX-99.1

PROG Holdings Reports Second Quarter 2025 Results

Exhibit 99.1 PROG Holdings Reports Second Quarter 2025 Results •Consolidated revenues of $604.7 million; Net earnings of $38.5 million •Adjusted EBITDA of $73.5 million •Diluted EPS of $0.95; Non-GAAP Diluted EPS of $1.02 •Progressive Leasing GMV of $413.9 million •Four Technologies grows GMV 166.5%; second consecutive quarter of positive pre-tax income SALT LAKE CITY, July 23, 2025 - PROG Holding

June 25, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ý Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 ¨ Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 1-39628 A. Full title of the plan and

May 8, 2025 EX-99.1

PROG Holdings, Inc. Declares Dividend

Exhibit 99.1 PROG Holdings, Inc. Declares Dividend SALT LAKE CITY, May 7, 2025– PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, announced today that its Board of Directors has declared a quarterly cash dividend of $0.13 per share of common stock, payable on June 3, 2025, to shareholders of record as of the close of

May 8, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 7, 2025 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number) (

April 23, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 23, 2025 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

April 23, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Ex

April 23, 2025 EX-99.1

PROG Holdings Reports First Quarter 2025 Results

Exhibit 99.1 PROG Holdings Reports First Quarter 2025 Results •Consolidated revenues of $684.1 million; Net earnings of $34.7 million •Adjusted EBITDA of $70.3 million •Diluted EPS of $0.83; Non-GAAP Diluted EPS of $0.90 •Progressive Leasing GMV of $402.0 million •Four Technologies grows GMV 145.7%; Attains quarterly positive Adjusted EBITDA SALT LAKE CITY, April 23, 2025 - PROG Holdings, Inc. (NY

April 23, 2025 EX-99.2

PROG Internal PROG Holdings, Inc. Q1 2025 Earnings Supplement April 23, 2025 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertaint

PROG Internal PROG Holdings, Inc. Q1 2025 Earnings Supplement April 23, 2025 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements gene

March 27, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 27, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 26, 2025 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

February 27, 2025 EX-99.1

PROG Holdings, Inc. Declares Dividend

Exhibit 99.1 PROG Holdings, Inc. Declares Dividend SALT LAKE CITY, Feb. 26, 2025– PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, announced today its Board of Directors declared a quarterly cash dividend of $0.13 per share of common stock, payable on March 25, 2025, to shareholders of record as of the close of busin

February 19, 2025 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NAME STATE OR COUNTRY OF INCORPORATION PROG Holding Company, LLC Delaware Vive Financial LLC Delaware Progressive Finance Holdings, LLC Delaware Prog Leasing, LLC Delaware Four Technologies, Inc.

February 19, 2025 EX-4.2

Registrant’s Securities Registered.

Exhibit 4.2 DESCRIPTION OF PROG HOLDINGS, INC. CAPITAL STOCK The following is a summary of the terms of our common stock based on our amended and restated articles of incorporation (our "articles of incorporation"), our amended and restated bylaws (our "bylaws") and applicable provisions of Georgia law. This summary is not complete and is subject to and qualified in its entirety by reference to th

February 19, 2025 EX-19

ROG Holdings, Inc. Insider Trading Policy

Exhibit 19 PROG HOLDINGS, INC. INSIDER TRADING POLICY EXECUTIVE SUMMARY Updated as of February 15, 2024 This Insider Trading Policy (this “Policy”) is intended to prevent violations of the United States federal securities laws and to protect the reputation of PROG Holdings, Inc. (the “Company”) for integrity and ethical conduct. The securities laws prohibit trading in securities of the Company by

February 19, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file Number. 1-39628 PROG HOLDINGS, I

February 19, 2025 EX-99.2

PROG Internal PROG Holdings, Inc. Q4 2024 Earnings Supplement February 19, 2025 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncerta

ex-992q42024earningssupp PROG Internal PROG Holdings, Inc. Q4 2024 Earnings Supplement February 19, 2025 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such for

February 19, 2025 EX-99.1

PROG Holdings Reports Fourth Quarter 2024 Results

Exhibit 99.1 PROG Holdings Reports Fourth Quarter 2024 Results •Consolidated revenues of $623.3 million; Net earnings of $57.5 million •Adjusted EBITDA of $65.7 million •Diluted EPS of $1.34; Non-GAAP Diluted EPS of $0.80 •Progressive Leasing GMV of $597.5 million, 9.1% growth year-over-year SALT LAKE CITY, February 19, 2025 - PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progres

February 19, 2025 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 19, 2025 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

November 19, 2024 EX-10.1

November 15, 2024, entered into among Progressive Finance Holdings, LLC, PROG Holdings, Inc. and other Guara

Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT, AMENDMENT TO BORROWER GUARANTEE AGREEMENT, AMENDMENT TO GUARANTEE AGREEMENT, AND AMENDMENT TO SECURITY AGREEMENT dated as of November 15, 2024 among PROGRESSIVE FINANCE HOLDINGS, LLC, as the Borrower, PROG HOLDINGS, INC. (f/k/a Aaron’s Holdings Company, Inc.), as the Ultimate Parent, THE OTHER GUARANTORS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as

November 19, 2024 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 15, 2024 PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization)

November 13, 2024 EX-99.1

PROG Holdings Appoints Two New Independent Directors to Board

Exhibit 99.1 PROG Holdings Appoints Two New Independent Directors to Board SALT LAKE CITY, November 12, 2024 – PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, today announced the appointment of Robert Julian and Daniela Mielke to its Board of Directors. “Robert and Daniela are recognized leaders in industries that a

November 13, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 12, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

November 8, 2024 EX-99.1

PROG Holdings, Inc. Declares Dividend

Exhibit 99.1 PROG Holdings, Inc. Declares Dividend SALT LAKE CITY, November 7, 2024– PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, announced today its Board of Directors declared a quarterly cash dividend of $0.12 per share of common stock, payable on December 3, 2024, to shareholders of record as of the close of

November 8, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 7, 2024 PROG HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 7, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

October 23, 2024 EX-99.1

PROG Holdings Reports Third Quarter 2024 Results

Exhibit 99.1 PROG Holdings Reports Third Quarter 2024 Results •Consolidated revenues of $606.1 million; Net earnings of $84.0 million •Adjusted EBITDA of $63.5 million •Diluted EPS of $1.94; Non-GAAP Diluted EPS of $0.77 •Progressive Leasing GMV of $456.7 million, 11.6% growth year-over-year •Raises full year consolidated revenue and earnings outlook SALT LAKE CITY, October 23, 2024 - PROG Holding

October 23, 2024 EX-99.2

PROG Internal PROG Holdings, Inc. Q3 2024 Earnings Supplement October 23, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertai

PROG Internal PROG Holdings, Inc. Q3 2024 Earnings Supplement October 23, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements ge

October 23, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 23, 2024 PROG HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 23, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

October 23, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC.

August 9, 2024 EX-99.1

PROG Holdings, Inc. Declares Dividend

Exhibit 99.1 PROG Holdings, Inc. Declares Dividend SALT LAKE CITY, August 9, 2024– PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, announced today its Board of Directors declared a quarterly cash dividend of $0.12 per share of common stock, payable on September 3, 2024, to shareholders of record as of the close of b

August 9, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 8, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

July 24, 2024 EX-99.1

PROG Holdings Reports Second Quarter 2024 Results

Exhibit 99.1 PROG Holdings Reports Second Quarter 2024 Results •Consolidated revenues of $592.2 million; Earnings before taxes of $48.3 million •Adjusted EBITDA of $72.3 million •Diluted EPS of $0.77; Non-GAAP Diluted EPS of $0.92 •Progressive Leasing GMV of $454.5 million, 7.9% growth year-over-year •Raises full year consolidated revenue and earnings outlook SALT LAKE CITY, July 24, 2024 - PROG H

July 24, 2024 EX-99.2

PROG Internal PROG Holdings, Inc. Q2 2024 Earnings Supplement July 24, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainti

PROG Internal PROG Holdings, Inc. Q2 2024 Earnings Supplement July 24, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements gener

July 24, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 24, 2024 PROG HOLDINGS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 24, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

July 24, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Exa

June 25, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ý Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ¨ Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 1-39628 A. Full title of the plan and

May 16, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 15, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

May 16, 2024 EX-99.1

PROG Holdings, Inc. Declares Dividend

Exhibit 99.1 PROG Holdings, Inc. Declares Dividend SALT LAKE CITY, May 15, 2024– PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, today announced that its Board of Directors has declared a quarterly cash dividend of $0.12 per share payable on June 11, 2024, to shareholders of record on the close of business on May 28

April 24, 2024 EX-99.1

PROG Holdings Reports First Quarter 2024 Results

Exhibit 99.1 PROG Holdings Reports First Quarter 2024 Results •Consolidated revenues of $641.9 million; Earnings before taxes of $31.6 million •Adjusted EBITDA of $72.6 million •Diluted EPS of $0.49; Non-GAAP Diluted EPS of $0.91 •Progressive Leasing GMV of $418.5 million, flat year-over-year •Raises full year consolidated revenue and earnings outlook SALT LAKE CITY, April 24, 2024 - PROG Holdings

April 24, 2024 EX-99.2

PROG Internal PROG Holdings, Inc. Q1 2024 Earnings Supplement April 24, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertaint

PROG Internal PROG Holdings, Inc. Q1 2024 Earnings Supplement April 24, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements gene

April 24, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 24, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

April 24, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Ex

April 5, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 21, 2024 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NAME STATE OR COUNTRY OF INCORPORATION PROG Holding Company, LLC Delaware Vive Financial LLC Delaware Progressive Finance Holdings, LLC Delaware Prog Leasing, LLC Delaware Four Technologies, Inc.

February 21, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 21, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

February 21, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file Number. 1-39628 PROG HOLDINGS, I

February 21, 2024 EX-97

ROG Holdings, Inc. Incentive-Based Compensation Recoupment Policy

Exhibit 97 PROG Holdings, Inc. Incentive-Based Compensation Recoupment Policy Approved by the Compensation Committee on November [8], 2023 Effective as of October 2, 2023 1.Purpose. The purpose of this Policy is to describe the circumstances in which Executive Officers will be required to repay or return Erroneously Awarded Compensation to members of the Company Group. This Policy is designed to c

February 21, 2024 EX-10.17

Executive Severance Pay Plan of PROG Holdings, Inc., Effective November 8, 2023

Exhibit 10.17 EXECUTIVE SEVERANCE PAY PLAN OF PROG HOLDINGS, INC. Effective as of November 8, 2023 SECTION I Establishment and Purpose of Plan 1.1PROG Holdings, Inc. (the “Company”) hereby establishes the Executive Severance Pay Plan of PROG Holdings, Inc. (the “Plan”), effective as of November 8, 2023 (the “Effective Date”). The Plan shall continue in effect until terminated by the Company, subje

February 21, 2024 EX-99.2

PROG Internal PROG Holdings, Inc. Q4 2023 Earnings Supplement February 21, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncerta

PROG Internal PROG Holdings, Inc. Q4 2023 Earnings Supplement February 21, 2024 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements g

February 21, 2024 EX-99.1

PROG Holdings Reports Fourth Quarter 2023 Results; Initiates Quarterly Cash Dividend

Exhibit 99.1 PROG Holdings Reports Fourth Quarter 2023 Results; Initiates Quarterly Cash Dividend •Consolidated revenues of $577.4 million; Earnings before taxes of $28.5 million •Adjusted EBITDA of $61.0 million •Diluted EPS of $0.41; Non-GAAP Diluted EPS of $0.72 •Progressive Leasing GMV of $547.6 million, up 1.2% year-over-year •Company initiates quarterly cash dividend, announces $500 million

February 21, 2024 EX-4.2

Registrant’s Securities Registered.

Exhibit 4.2 DESCRIPTION OF PROG HOLDINGS, INC. CAPITAL STOCK The following is a summary of the terms of our common stock based on our amended and restated articles of incorporation (our "articles of incorporation"), our amended and restated bylaws (our "bylaws") and applicable provisions of Georgia law. This summary is not complete and is subject to and qualified in its entirety by reference to th

February 13, 2024 SC 13G/A

PRG / PROG Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01741-progholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: PROG Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 74319R101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate

January 25, 2024 EX-99.1

PROG Holdings Announces Cost Savings Actions

Exhibit 99.1 PROG Holdings Announces Cost Savings Actions SALT LAKE CITY, January 25, 2024 – PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, Four Technologies, and Build, today announced several actions as a continuation of cost reduction initiatives expected to result in annual pre-tax savings for the Company. These additional actions, which in

January 25, 2024 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 25, 2024 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

January 25, 2024 EX-99.2

PROG Nation,

Exhibit 99.2 PROG Nation, We have made significant strides strengthening our business while successfully managing our portfolio during turbulent economic times, and these achievements are primarily due to the collective contributions from all of you. However, we are not immune to the continued macroeconomic headwinds currently being faced by our customers and retail partners. In response, we have

October 25, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC.

October 25, 2023 EX-99.2

PROG Holdings, Inc. Q3 2023 Earnings Supplement October 25, 2023 Exhibit 99.2 2 Statements in this news release regarding our business that are not historical facts are “forward-looking statements” that involve risks and uncertainties which could cau

PROG Holdings, Inc. Q3 2023 Earnings Supplement October 25, 2023 Exhibit 99.2 2 Statements in this news release regarding our business that are not historical facts are “forward-looking statements” that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements generally can be identi

October 25, 2023 EX-99.1

PROG Holdings Beats Third Quarter 2023 Expectations, Raises Full-Year Financial Outlook

Exhibit 99.1 PROG Holdings Beats Third Quarter 2023 Expectations, Raises Full-Year Financial Outlook •Consolidated revenues of $582.9 million •Earnings before taxes of $48.1 million •Adjusted EBITDA of $71.7 million, increase of 10.4% year-over-year •Diluted EPS of $0.76; Non-GAAP Diluted EPS of $0.90, up 32.4% year-over-year •Progressive Leasing write-offs of 6.6%, down from 7.2% in Q3 2022 SALT

October 25, 2023 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 25, 2023 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

September 21, 2023 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 18, 2023 PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization)

July 26, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Exa

July 26, 2023 EX-99.1

PROG Holdings Exceeds Second Quarter 2023 Expectations, Raises Full-Year Financial Outlook

Exhibit 99.1 PROG Holdings Exceeds Second Quarter 2023 Expectations, Raises Full-Year Financial Outlook •Consolidated revenues of $592.8 million •Earnings before taxes of $52.0 million •Adjusted EBITDA of $75.0 million, increase of 44% year-over-year •Diluted EPS of $0.79; Non-GAAP Diluted EPS of $0.92, up 76.9% year-over-year •Progressive Leasing write-offs of 7.1%, down from 9.8% in Q2 2022 SALT

July 26, 2023 EX-99.2

PROG Holdings, Inc. Q2 2023 Earnings Supplement July 26, 2023 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could

ex-992q22023earningssupp PROG Holdings, Inc. Q2 2023 Earnings Supplement July 26, 2023 Exhibit 99.2 2 Statements in this earnings supplement regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking state

July 26, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 26, 2023 PROG HOLDINGS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 26, 2023 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

July 26, 2023 EX-10.1

econd Amendment to Credit Agreement, dated as of May 26, 2023, entered into among Progressive Finance Holdings, LLC, PROG Holdings, Inc. and the other Gu

Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT dated as of May 26, 2023 (this “Amendment”) is entered into among PROGRESSIVE FINANCE HOLDINGS, LLC, a Delaware limited liability company (the “Borrower”), PROG HOLDINGS, INC., a Delaware corporation (formerly known as Aaron’s Holdings Company, Inc.), the “Ultimate Parent”) and the other Guarantors party he

June 27, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ý Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 ¨ Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 1-39628 A. Full title of the plan and

May 11, 2023 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 10, 2023 PROG Holdings, Inc. (Exact name of

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 10, 2023 PROG Holdings, Inc. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer

May 11, 2023 EX-99.1

PROG Holdings, Inc. Appoints Todd King as Chief Legal and Compliance Officer

Exhibit 99.1 PROG Holdings, Inc. Appoints Todd King as Chief Legal and Compliance Officer SALT LAKE CITY, May 11, 2023 – PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, announces that the Company’s Board of Directors has appointed Todd King as PROG Holdings’ Chief Legal and Compliance Officer, effective May 15, 2023. As PR

April 27, 2023 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 26, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 26, 2023 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (C

April 27, 2023 EX-99.2

PROG Holdings, Inc. Q1 2023 Earnings Supplement* APRIL 26, 2023 *This version of the Company’s Q1 2023 Earnings Supplement replaces an earlier version to correct the range of Earnings Before Taxes for Progressive Leasing set forth in the Company’s Re

ex-992q12023earningssupp PROG Holdings, Inc. Q1 2023 Earnings Supplement* APRIL 26, 2023 *This version of the Company’s Q1 2023 Earnings Supplement replaces an earlier version to correct the range of Earnings Before Taxes for Progressive Leasing set forth in the Company’s Revised 2023 Outlook on slide 11 and within the related Reconciliation of Revised Full Year 2023 Outlook for Adjusted EBITDA ap

April 27, 2023 EX-99.1

PROG Holdings Exceeds First Quarter 2023 Expectations, Raises Full-Year Earnings Outlook

Exhibit 99.1 PROG Holdings Exceeds First Quarter 2023 Expectations, Raises Full-Year Earnings Outlook •Consolidated revenues of $655.1 million, earnings before taxes of $67.6 million; •Adjusted EBITDA of $89.7 million, increase of 38.9% year-over-year •Diluted EPS of $1.00; Non-GAAP Diluted EPS of $1.11, up 94.7% year-over-year •Progressive Leasing write-offs of 6.0%, down from 7.3% in Q1 2022 •E-

April 26, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 26, 2023 PROG HOLDINGS, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 26, 2023 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

April 26, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Ex

April 26, 2023 EX-99.2

PROG Holdings, Inc. Q1 2023 Earnings Supplement APRIL 26, 2023 Exhibit 99.2 2 Statements in this presentation regarding our business that are not historical facts are “forward-looking statements” that involve risks and uncertainties which could cause

ex-992q12023earningssupp PROG Holdings, Inc. Q1 2023 Earnings Supplement APRIL 26, 2023 Exhibit 99.2 2 Statements in this presentation regarding our business that are not historical facts are “forward-looking statements” that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements

April 26, 2023 EX-99.1

PROG Holdings Exceeds First Quarter 2023 Expectations, Raises Full-Year Earnings Outlook

Exhibit 99.1 PROG Holdings Exceeds First Quarter 2023 Expectations, Raises Full-Year Earnings Outlook •Consolidated revenues of $655.1 million, earnings before taxes of $67.6 million; •Adjusted EBITDA of $89.7 million, increase of 38.9% year-over-year •Diluted EPS of $1.00; Non-GAAP Diluted EPS of $1.11, up 94.7% year-over-year •Progressive Leasing write-offs of 6.0%, down from 7.3% in Q1 2022 •E-

March 31, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 22, 2023 EX-99.1

PROG Holdings Reports Fourth Quarter 2022 Results

Exhibit 99.1 PROG Holdings Reports Fourth Quarter 2022 Results •Consolidated revenues of $612.1 million •Consolidated earnings before taxes of $53.7 million; Adjusted EBITDA increased 3.2% year-over-year to $74.4 million or 12.2% of revenues •Diluted EPS of $0.73; Non-GAAP Diluted EPS of $0.84, up 25% year-over-year •Progressive Leasing write-offs of 6.5%, down from 6.8% in Q4 2021 •E-commerce inc

February 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 22, 2023 PROG HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 22, 2023 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

February 22, 2023 EX-99.2

2 Statements in this presentation regarding our business that are not historical facts are “forward-looking statements” that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-loo

EX-99.2 3 ex-992q42022earningssupp.htm EX-99.2 Q4 EARNINGS SUPPLEMENT PRESENTATION 2 Statements in this presentation regarding our business that are not historical facts are “forward-looking statements” that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements generally can be i

February 22, 2023 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NAME STATE OR COUNTRY OF INCORPORATION PROG Holding Company, LLC Delaware Vive Financial LLC Delaware Progressive Finance Holdings, LLC Delaware Prog Leasing, LLC Delaware Four Technologies, Inc.

February 22, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file Number. 1-39628 PROG HOLDINGS, I

February 22, 2023 EX-4.2

Registrant’s Securities Registered.

Exhibit 4.2 DESCRIPTION OF PROG HOLDINGS, INC. CAPITAL STOCK The following is a summary of the terms of our common stock based on our amended and restated articles of incorporation (our "articles of incorporation"), our amended and restated bylaws (our "bylaws") and applicable provisions of Georgia law. This summary is not complete and is subject to and qualified in its entirety by reference to th

February 9, 2023 SC 13G/A

PRG / PROG Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01712-progholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: PROG Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 74319R101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate

November 14, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 6, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

October 26, 2022 EX-99.1

PROG Holdings Reports Third Quarter 2022 Results

Exhibit 99.1 PROG Holdings Reports Third Quarter 2022 Results ?Consolidated revenues of $625.8 million, down 3.8% year-over-year ?Consolidated earnings before taxes of $27.3 million; Adjusted EBITDA of $65.0 million or 10.4% of revenues ?Diluted EPS of $0.32; Non-GAAP Diluted EPS of $0.68 ?Progressive Leasing write-offs of 7.2%, down from 9.8% in Q2 2022 ?E-commerce 16.5% of Progressive Leasing GM

October 26, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 26, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

October 26, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC.

August 26, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 25, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numbe

August 26, 2022 EX-99.1

PROG Holdings Responds to Litigation Filed by Pennsylvania Attorney General

Exhibit 99.1 PROG Holdings Responds to Litigation Filed by Pennsylvania Attorney General SALT LAKE CITY, August 25, 2022 - PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today issued the following statement in connection with a lawsuit filed by the Pennsylvania Attorney General regarding its Progressive Leasing business:

July 27, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 27, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

July 27, 2022 EX-99.1

PROG Holdings Reports Second Quarter 2022 Results

Exhibit 99.1 PROG Holdings Reports Second Quarter 2022 Results ?Progressive Leasing GMV of $494.0 million, down 2.4% year-over-year ?E-commerce 15.6% of Progressive Leasing GMV, up 17.6% year-over-year ?Consolidated revenues of $649.4 million, down 1.6% year-over-year ?Consolidated earnings before taxes of $27.3 million; Adjusted EBITDA of $52.2 million or 8.0% of revenues ?Diluted EPS of $0.37; N

July 27, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Exa

June 28, 2022 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

11-K 1 a11-kretirementplanandtrus.htm 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ý Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 ¨ Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file nu

June 16, 2022 EX-99.1

Reconciliation of Revised Full Year 2022 Outlook for Earnings Per Share Assuming Dilution to Non-GAAP Earnings Per Share Assuming Dilution Revised Full Year 2022 Range Low High Projected GAAP Earnings Per Share Assuming Dilution $ 2.09 $ 2.33 Add: Pr

Exhibit 99.1 PROG Holdings Provides Second Quarter Update and Revised Full Year Outlook SALT LAKE CITY, June 16, 2022 - PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today provided an estimate of several second quarter performance metrics as well as an update to its 2022 full year outlook. These estimates reflect a chall

June 16, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 16, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

June 15, 2022 EX-99.1

PROG Holdings, Inc. Amended and Restated 2015 Equity and Incentive Plan.

Exhibit 99.1 PROG HOLDINGS, INC. AMENDED AND RESTATED 2015 EQUITY AND INCENTIVE PLAN 2022 AMENDMENT AND RESTATEMENT ARTICLE 1. PURPOSE AND GENERAL PROVISIONS 1.1 Establishment of Plan. The Board of Directors of PROG Holdings, Inc. (the ?Board?) hereby amends and restates the PROG Holdings, Inc. Amended and Restated 2015 Equity and Incentive Plan (originally effective as of March 10, 2015 and as mo

June 15, 2022 S-8

As filed with the Securities and Exchange Commission on June 14, 2022

As filed with the Securities and Exchange Commission on June 14, 2022 File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PROG HOLDINGS, INC. (Exact name of registrant as specified in charter) Georgia 85-2484385 (State or other jurisdiction of incorporation or organization) (IRS Employer Identificati

June 15, 2022 EX-99.2

PROG Holdings, Inc. Employee Stock Purchase Plan, as Amended and Restated.

Exhibit 99.2 PROG HOLDINGS, INC. EMPLOYEE STOCK PURCHASE PLAN, AS AMENDED AND RESTATED SECTION 1 PURPOSE, SCOPE AND ADMINISTRATION OF THE PLAN 1.1 Establishment of Plan. The Board of Directors of PROG Holdings, Inc. hereby amends and restates the PROG Holdings, Inc. Employee Stock Purchase Plan (as it may be amended from time to time, the ?Plan?) to increase the number of available shares. 1.2 Pur

June 15, 2022 EX-FILING FEES

Calculation of Filing Fee Table.

Exhibit 107 CALCULATION OF FILING FEES TABLE FORM S-8 (Form Type) PROG HOLDINGS, INC.

May 26, 2022 8-K

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 25, 2022 (May 24, 2022) PROG Holdings, Inc. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

April 27, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 27, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

April 27, 2022 EX-99.1

PROG Holdings Reports First Quarter 2022 Results

Exhibit 99.1 PROG Holdings Reports First Quarter 2022 Results ?Progressive Leasing GMV of $504.5 million ?Gross leased asset portfolio growth of 17.6% year-over-year ?Consolidated revenues of $710.5 million ?Consolidated earnings before taxes of $39.8 million; Adjusted EBITDA of $64.6 million or 9.1% of revenues ?Diluted EPS of $0.49; Non-GAAP Diluted EPS of $0.57 SALT LAKE CITY, April 27, 2022 -

April 27, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Ex

April 26, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 20, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 19, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

April 20, 2022 EX-99.1

PROG Holdings, Inc. Announces Appointment of Vin Thomas as General Counsel and Corporate Secretary

Exhibit 99.1 PROG Holdings, Inc. Announces Appointment of Vin Thomas as General Counsel and Corporate Secretary SALT LAKE CITY, April 19, 2022 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today announced that Vin Thomas has been appointed by the Board of Directors to serve as the Company?s General Counsel and Corporat

March 9, 2022 SC 13G/A

PRG / PROG Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: PROG Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 74319R101 Date of Event Which Requires Filing of this Statement: February 28, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ 

February 23, 2022 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NAME STATE OR COUNTRY OF INCORPORATION PROG Holding Company, LLC Delaware Vive Financial, LLC Delaware Progressive Finance Holdings, LLC Delaware Prog Leasing, LLC Delaware Four Technologies, Inc.

February 23, 2022 EX-99.1

PROG Holdings Reports Fourth Quarter 2021 Results

Exhibit 99.1 PROG Holdings Reports Fourth Quarter 2021 Results ?Progressive Leasing Q4 GMV of $635 million, up 18.3% ?E-commerce grew 45% to 18.2% of Progressive Leasing Q4 GMV ?Q4 consolidated revenues of $647 million, up 6.8% ?Q4 consolidated earnings before taxes of $52.9 million; Adjusted EBITDA of $72.1 million or 11.2% of revenues ?Diluted EPS of $0.59; Non-GAAP Diluted EPS of $0.67 for Q4 ?

February 23, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file Number. 1-39628 PROG HOLDINGS, I

February 23, 2022 EX-99.1

PROG Holdings Q4 Financial Results Conference Call

Exhibit 99.1 PROG Holdings Q4 Financial Results Conference Call Wednesday, February 23, 2022, 8:30 AM Eastern PARTICIPANTS John Baugh - Vice President, Investor Relations Steve Michaels - President and Chief Executive Officer Brian Garner - Chief Financial Officer 1 PRESENTATION Operator Good morning and welcome to PROG Holdings, Inc.'s Fourth Quarter and Fiscal Year 2021 Financial Results Confere

February 23, 2022 EX-4.2

Registrant’s Securities Registered

Exhibit 4.2 DESCRIPTION OF PROG HOLDINGS, INC. CAPITAL STOCK The following is a summary of the terms of our common stock based on our amended and restated articles of incorporation (our ?articles of incorporation?), our amended and restated bylaws (our ?bylaws?) and applicable provisions of Georgia law. This summary is not complete and is subject to and qualified in its entirety by reference to th

February 23, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 23, 2022 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

February 23, 2022 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 23, 2022. PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Nu

February 10, 2022 SC 13G/A

PRG / PROG Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01706-progholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: PROG Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 74319R101 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate

December 8, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 8, 2021 PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization) (

December 8, 2021 EX-99.1

PROG Holdings, Inc. Announces Final Results of Tender Offer

Exhibit 99.1 PROG Holdings, Inc. Announces Final Results of Tender Offer SALT LAKE CITY, December 8, 2021 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today announced the final results of its ?modified Dutch auction? tender offer. The tender offer expired at 12:00 midnight, New York City time, at the end of the day on

December 8, 2021 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5) PROG HOLDINGS, INC. (Name of Subject Company (Issue

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5) PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSUER (Name of Filing Persons (Identifying status as offeror, issuer, or other person)) Common stock, par value $0.50 per

December 6, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 6, 2021 PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization) (

December 6, 2021 EX-99.2

PROG Holdings, Inc. Announces Expiration and Preliminary Results of Tender Offer

Exhibit 99.2 PROG Holdings, Inc. Announces Expiration and Preliminary Results of Tender Offer SALT LAKE CITY, December 6, 2021 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today announced the expiration and preliminary results of its ?modified Dutch auction? tender offer. The tender offer expired at 12:00 midnight, Ne

December 6, 2021 EX-99.1

PROG Holdings, Inc. Comments on Tender Offer Results; Reaffirms Capital Allocation Framework

Exhibit 99.1 PROG Holdings, Inc. Comments on Tender Offer Results; Reaffirms Capital Allocation Framework SALT LAKE CITY, December 6, 2021 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today commented on the preliminary results of its ?modified Dutch auction? tender offer. The tender offer expired at 12:00 midnight, Ne

December 6, 2021 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) PROG HOLDINGS, INC. (Name of Subject Company (Issue

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSUER (Name of Filing Persons (Identifying status as offeror, issuer, or other person)) Common stock, par value $0.50 per

November 26, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 26, 2021 PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization)

November 26, 2021 EX-99.1

PROG Holdings, Inc. Announces Closing of Senior Unsecured Notes Offering and Satisfaction of Tender Offer Financing Condition

Exhibit 99.1 PROG Holdings, Inc. Announces Closing of Senior Unsecured Notes Offering and Satisfaction of Tender Offer Financing Condition SALT LAKE CITY, November 26, 2021 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today announced the completion of its previously announced offering of $600 million in aggregate prin

November 26, 2021 EX-4.1

Indenture, dated November 26, 2021, by and among the Company, the guarantors party thereto and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on November 26, 2021).

Exhibit 4.1 EXECUTION VERSION INDENTURE Dated as of November 26, 2021 Among PROG HOLDINGS, INC. as Issuer THE SUBSIDIARY GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO and U.S. BANK NATIONAL ASSOCIATION, as Trustee 6.000% SENIOR NOTES DUE 2029 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.1. Definitions 1 SECTION 1.2. Other Definitions. 33 SECTION 1.3. Ru

November 26, 2021 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) PROG HOLDINGS, INC. (Name of Subject Company (Issue

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSUER (Name of Filing Persons (Identifying status as offeror, issuer, or other person)) Common stock, par value $0.50 per

November 12, 2021 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) PROG HOLDINGS, INC. (Name of Subject Company (Issue

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSUER (Name of Filing Persons (Identifying status as offeror, issuer, or other person)) Common stock, par value $0.50 per

November 10, 2021 EX-99.1

PROG Holdings, Inc. Announces Pricing of Senior Unsecured Notes Offering

Exhibit 99.1 PROG Holdings, Inc. Announces Pricing of Senior Unsecured Notes Offering SALT LAKE CITY, November 10, 2021 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive Leasing, Vive Financial, and Four Technologies, today announced the pricing of its previously announced offering of $600 million in aggregate principal amount of its 6.00% senior unsecured notes due 202

November 10, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 10, 2021 PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization)

November 8, 2021 SC TO-I/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) PROG HOLDINGS, INC. (Name of Subject Company (Issue

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSUER (Name of Filing Persons (Identifying status as offeror, issuer, or other person)) Common stock, par value $0.50 per

November 8, 2021 EX-99.2

PROG Holdings, Inc. Announces Offering of $600 Million of Senior Unsecured Notes

Exhibit 99.2 PROG Holdings, Inc. Announces Offering of $600 Million of Senior Unsecured Notes Proceeds will be used to fund equity tender offer, future additional share repurchases or, to the extent PROG Holdings determines not to repurchase additional shares, for general corporate purposes SALT LAKE CITY, November 8, 2021 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressi

November 8, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 8, 2021 PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization) (

November 8, 2021 EX-99.1

Non-GAAP Financial Information

Exhibit 99.1 Non-GAAP Financial Information Description and Reconciliations of Non-GAAP Financial Measures The EBITDA figures presented herein are calculated as net earnings (loss) from continuing operations before (i) interest expense, (ii) depreciation on property, plant and equipment, (iii) amortization of intangible assets and (iv) income taxes. Adjusted EBITDA also excludes the following sign

November 4, 2021 SC TO-I

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSU

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSUER (Name of Filing Persons (Identifying status as offeror, issuer, or other person)) Common stock, par value $0.50 per share (Title of Class of Securi

November 4, 2021 EX-99.(A)(5)(I)

Press Release issued by the Company on November 4, 2021.*

Exhibit (a)(5)(i) PROG Holdings Commences Cash Tender Offer to Purchase Up to $425 million of Common Stock SALT LAKE CITY, November 4, 2021?PROG Holdings, Inc.

November 4, 2021 EX-99.(A)(1)(III)

Notice of Guaranteed Delivery.*

Exhibit (a)(1)(iii) NOTICE OF GUARANTEED DELIVERY (Not to Be Used For Signature Guarantee) To Tender Shares of Common Stock Pursuant to the Offer to Purchase Dated November 4, 2021 by PROG HOLDINGS, INC.

November 4, 2021 EX-99.(A)(1)(I)

Offer to Purchase, dated November 4, 2021.*

Exhibit (a)(1)(i) PROG Holdings, Inc. Offer to Purchase for Cash Up to $425,000,000 in Value of its Common Stock At a Purchase Price Not Less Than $44.00 Per Share and Not More Than $50.00 Per Share THE TENDER OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON DECEMBER 3, 2021, UNLESS THE TENDER OFFER IS EXTENDED OR EARLIER TERMINATED. PROG Holdings,

November 4, 2021 EX-99.(A)(1)(IV)

Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*

Exhibit (a)(1)(iv) Offer by PROG HOLDINGS, INC. to Purchase for Cash Up to $425,000,000 in Value of its Common Stock At a Purchase Price Not Less Than $44.00 Per Share and Not More Than $50.00 Per Share THE TENDER OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON DECEMBER 3, 2021, UNLESS THE TENDER OFFER IS EXTENDED OR EARLIER TERMINATED. November 4

November 4, 2021 EX-99.(A)(1)(VII)

Notice to Participants in the PROG Holdings Employee Retirement Plan (Including Tender Offer Instruction Form).*

Exhibit (a)(1)(vii) NOTICE TO PARTICIPANTS IN THE PROG HOLDINGS EMPLOYEE RETIREMENT PLAN In Connection With the Offer by PROG HOLDINGS, INC.

November 4, 2021 EX-99.(A)(1)(II)

Letter of Transmittal (including IRS Form W-9).*

Exhibit (a)(1)(ii) LETTER OF TRANSMITTAL To Tender Shares of Common Stock Pursuant to the Offer to Purchase Dated November 4, 2021 by PROG HOLDINGS, INC.

November 4, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 4, 2021 PROG HOLDINGS, INC. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or organization) (

November 4, 2021 EX-99.(A)(1)(VI)

Summary Advertisement, dated November 4, 2021.*

Exhibit (a)(1)(vi) This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares of PROG Holdings, Inc.

November 4, 2021 EX-99.(A)(1)(V)

Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*

Exhibit (a)(1)(v) Offer by PROG HOLDINGS, INC. to Purchase for Cash Up to $425,000,000 in Value of its Common Stock At a Purchase Price Not Less Than $44.00 Per Share and Not More Than $50.00 Per Share THE TENDER OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON DECEMBER 3, 2021, UNLESS THE TENDER OFFER IS EXTENDED OR EARLIER TERMINATED. November 4,

November 3, 2021 EX-99.1

Excerpted transcript of the Company’s earnings conference call on November 3, 2021*

Exhibit 99.1 The following are excerpts from a transcript for the PROG Holdings, Inc.?s (the ?Company?) earnings conference call held on November 3, 2021. The following does not purport to be a complete or error-free statement or summary of the excerpt. Steven Michaels, PROG Holdings, Inc. ? President and Chief Executive Officer This morning, we announced that the PROG Holdings Board has authorize

November 3, 2021 SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 3, 2021 PROG HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 3, 2021 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

November 3, 2021 SC TO-C

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSU

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 PROG HOLDINGS, INC. (Name of Subject Company (Issuer)) PROG HOLDINGS, INC., AS ISSUER (Name of Filing Persons (Identifying status as offeror, issuer, or other person)) Common stock, par value $0.50 per share (Title of Class of Securi

November 3, 2021 EX-99.1

PROG Holdings, Inc. Consolidated Statements of Earnings (Loss) (In thousands, except per share data) (Unaudited) Three Months Ended September 30, (Unaudited) Nine Months Ended September 30, 2021 2020 2021 2020 Revenues: Lease Revenues and Fees $ 635,

Exhibit 99.1 PROG Holdings Reports Third Quarter 2021 Results ? Progressive Leasing GMV of $493 million, up 9.9% ? E-commerce grew 192% to 14.5% of Progressive Leasing GMV ? Consolidated Revenues of $650 million, up 6.4% ? Consolidated earnings before taxes of $77.9 million; Adjusted EBITDA of $93.6 million or 14.4% of revenues ? Diluted EPS of $0.86; Non-GAAP Diluted EPS of $0.94 ? Board of Direc

November 3, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC.

November 3, 2021 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 3, 2021 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numb

November 3, 2021 EX-99.2

PROG Holdings, Inc. Announces Intention to Purchase up to $425 Million of Common Stock in Modified Dutch Auction Tender Offer

Exhibit 99.2 PROG Holdings, Inc. Announces Intention to Purchase up to $425 Million of Common Stock in Modified Dutch Auction Tender Offer Tender offer is part of a $1 billion share repurchase program and is expected to commence on November 4, 2021 Company to purchase shares at an anticipated price between $44.00 and $50.00 per share SALT LAKE CITY, November 3, 2021 ? PROG Holdings, Inc. (NYSE:PRG

September 10, 2021 EX-99.1

PROG Holdings Appoints Two New Independent Directors to Board

EXHIBIT 99.1 PROG Holdings Appoints Two New Independent Directors to Board New board members bring deep digital marketing insight and experience using data and technology to drive meaningful consumer engagement and growth and technology to drive meaningful consumer engagement and growth SALT LAKE CITY, September 9, 2021- PROG Holdings, Inc. (NYSE:PRG), the fintech holding company for Progressive L

September 10, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 9, 2021 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

July 29, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 29, 2021 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number)

July 29, 2021 EX-10.1

Executive Severance Pay Plan, as amended, effective July 29, 2021.

Exhibit 10.1 EXECUTIVE SEVERANCE PAY PLAN OF PROG HOLDINGS, INC. Effective as of July 29, 2021 SECTION I Establishment and Purpose of Plan I.1PROG Holdings, Inc. (the ?Company?) hereby establishes the Executive Severance Pay Plan of PROG Holdings, Inc. (the ?Plan?), effective as of July 29, 2021 (the ?Effective Date?). The Plan shall continue in effect until terminated by the Company, subject to t

July 29, 2021 EX-99.1

PROG Holdings, Inc. Consolidated Statements of Earnings (Loss) (In thousands, except per share data)

EXHIBIT 99.1 PROG Holdings Reports Second Quarter 2021 Results ?Progressive Leasing GMV of $506 million, up 25.2% ?E-commerce grew 274% to 13.0% of Progressive Leasing GMV ?Consolidated Revenues of $660 million, up 10.1% ?Diluted EPS of $1.02; Non-GAAP Diluted EPS of $1.09, up 18.5% ?Consolidated earnings before taxes of $68.8 million; Adjusted EBITDA of $104.9 million, up 42.7% SALT LAKE CITY, Ju

July 29, 2021 EX-10.2

Form of Severance and Change-in-Control Agreement, effective as of July 29, 2021.

Exhibit 10.2 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this ?Agreement?), dated as of , 2021 (the ?Effective Date?), is made by and between PROG Holdings, Inc., a corporation organized under the laws of the State of Georgia (?PROG?) and [?] (?Executive?). WHEREAS, the Board of Directors of PROG (the ?Board?) has determined that it is in the best inte

July 29, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Exa

June 30, 2021 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ? Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 ? Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 1-39628 A. Full title of the plan and

June 28, 2021 8-K

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 25, 2021 (June 22, 2021) PROG Holdings, Inc. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Numbe

May 11, 2021 DEF 14A

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 11, 2021 EX-99.1

PROG Holdings Appoints James P. Smith to Board of Directors

Exhibit 99.1 PROG Holdings Appoints James P. Smith to Board of Directors Smith is a recognized leader in leveraging digital platforms and emerging technologies, aligning with PROG Holdings? strategic positioning SALT LAKE CITY, May 11, 2021 ? PROG Holdings, Inc. (NYSE:PRG), the fintech holding company of Progressive Leasing, a leading provider of in-store and e-commerce lease-to-own solutions, and

May 11, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 11, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 11, 2021 (May 10, 2021) PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or orga

April 29, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 29, 2021 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

April 29, 2021 EX-10.1

Blake Wakefield Transition Services Agreement

Execution Version EXHIBIT 10.1 March 29, 2021 Blake Wakefield 6078 Foothill Drive Highland, Utah 84003 Re: New Role Going Forward Dear Blake: As we have discussed, the purpose of this letter agreement (this ?Agreement?) is to set forth our mutual agreement regarding the terms and conditions of your new role with PROG Holdings, Inc., and its subsidiaries and related entities (?PROG?). Please review

April 29, 2021 10-K/A

Annual Report - FORM 10-K/A

Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A Amendment No.

April 29, 2021 10-Q

Quarterly Report - 10-Q 1Q2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-39628 PROG HOLDINGS, INC. (Ex

April 29, 2021 EX-99.1

PROG Holdings, Inc. Consolidated Statements of Earnings (In thousands, except per share data)

EXHIBIT 99.1 PROG Holdings Reports First Quarter 2021 Results ?Progressive Leasing GMV of $510 million, up 10.4% ?E-commerce 14.3% of GMV, up from 1.9% in Q1 2020 ?Consolidated Revenues of $721 million, up 7.9% ?Diluted EPS of $1.16; Non-GAAP Diluted EPS $1.22, up 197.6% ?Consolidated earnings before taxes of $105.6 million; Adjusted EBITDA of $118.1 million, up 88.7% ?Company provides FY 2021 out

February 26, 2021 EX-10.29

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.29 of the Registrant's Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 26, 2021).

Exhibit 10.29 FORM OF INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT is made and executed effective as of the day of , 2020 by and between Aaron?s Holdings Company, Inc., a Georgia corporation (the ?Company?), and , an individual resident of the State of (?Indemnitee?). WHEREAS, the Company is aware that, in order to induce highly competent persons to serve the Company as directors or in

February 26, 2021 EX-21

Subsidiaries of the Registrant.

Exhibit 21 NAME STATE OR COUNTRY OF INCORPORATION PROG Holding Company, LLC Delaware Vive Financial, LLC Delaware Progressive Finance Holdings, LLC Delaware Prog Leasing, LLC Delaware Approve.

February 26, 2021 EX-4.1

Specimen Stock Certificate Representing Shares of Common Stock of the Registrant, par value $0.50 per share (incorporated by reference to Exhibit 4.1 of the Registrant's Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 26, 2021).

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February 26, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file Number. 1-39628 PROG HOLDINGS, I

February 25, 2021 EX-99.1

PROG Holdings Reports Fourth Quarter 2020 Results

EXHIBIT 99.1 Contact: PROG Holdings, Inc. John Baugh Vice President, Investor Relations 385.351.1390 [email protected] PROG Holdings Reports Fourth Quarter 2020 Results ?Revenues of $605.7 million, up 6.5% ?Diluted EPS of $0.62; Non-GAAP Diluted EPS $0.95, up 46.2% ?Earnings before taxes of $66.3 million; Adjusted EBITDA of $90.0 million, up 35.9% ?Progressive Leasing earnings before taxe

February 25, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 25, 2021 PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Num

February 10, 2021 SC 13G

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: PROG Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 74319R101 Date of Event Which Requires Filing of this Statement: January 29, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ Rule

December 4, 2020 EX-99.2

PROG HOLDINGS, INC. AND SUBSIDIARIES NON-GAAP FINANCIAL INFORMATION SEGMENT EBITDA

EXHIBIT 99.2 PROG HOLDINGS, INC. AND SUBSIDIARIES NON-GAAP FINANCIAL INFORMATION SEGMENT EBITDA Use of Non-GAAP Financial Information This report includes information that does not conform to U.S. GAAP and are considered non-GAAP measures. Earnings before interest expense, income taxes, depreciation on property plant and equipment, and amortization (“EBITDA”) and adjusted EBITDA are supplemental m

December 4, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 4, 2020 (November 30, 2020) PROG HOLDINGS, INC. (Exact name of Registrant as Specified in Charter) Georgia 1-39628 85-2484385 (State or other Jurisdiction of Incorporation) (

December 4, 2020 EX-99.1

PROG HOLDINGS, INC. AND SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.1 PROG HOLDINGS, INC. AND SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS On November 30, 2020, PROG Holdings, Inc. (previously "Aaron's Holdings Company, Inc.," and referred to below as "PROG Holdings," the "Company," "we," or "our") completed the previously announced separation of its Aaron's Business segment from its Progressive Leasing and Vive segments.

December 1, 2020 EX-10.4

Assignment Agreement, dated as of November 29, 2020, by and among Prog Leasing, LLC, Aaron’s, LLC and The Aaron’s Company, Inc. (incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-10.4 Exhibit 10.4 Execution Version ASSIGNMENT AGREEMENT THIS ASSIGNMENT AGREEMENT (this “Agreement”) is made and entered into as of November 29, 2020 (the “Effective Date”), by and between Prog Leasing, LLC, a Delaware limited liability company (“Progressive”), Aaron’s, LLC, a Georgia limited liability company (“Aaron’s”), and The Aaron’s Company, Inc., a Georgia corporation (“SpinCo”). Capita

December 1, 2020 EX-2.1

Separation and Distribution Agreement, dated as of November 29, 2020, by and between PROG Holdings, Inc. and The Aaron’s Company, Inc. (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-2.1 Exhibit 2.1 Execution Version SEPARATION AND DISTRIBUTION AGREEMENT By and Between AARON’S HOLDINGS COMPANY, INC. and THE AARON’S COMPANY, INC. Dated as of November 29, 2020 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.01. Definitions 2 ARTICLE II THE SEPARATION 20 Section 2.01. Transfer of Assets and Assumption of Liabilities 20 Section 2.02. Nonassignable Contracts and Permits

December 1, 2020 EX-10.1

Transition Services Agreement, dated as of November 29, 2020, by and between PROG Holdings, Inc. (formerly Aaron’s Holdings Company, Inc.) and The Aaron’s Company, Inc. (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-10.1 Exhibit 10.1 Execution Version TRANSITION SERVICES AGREEMENT By and Between AARON’S HOLDINGS COMPANY, INC. (TO BE KNOWN AS PROG HOLDINGS, INC.) and THE AARON’S COMPANY, INC. Dated as of November 29, 2020 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.01. Definitions 1 ARTICLE II SERVICES 5 Section 2.01. Services 5 Section 2.02. Additional Services 5 Section 2.03. Performance of Servic

December 1, 2020 EX-3.1

Articles of Amendment of Articles of Incorporation of PROG Holdings, Inc. (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-3.1 Exhibit 3.1 ARTICLES OF AMENDMENT OF ARTICLES OF INCORPORATION OF AARON’S HOLDINGS COMPANY, INC. Pursuant to Section 14-2-1006 of the Georgia Business Corporation Code (the “Code”), Aaron’s Holdings Company, Inc., a Georgia corporation (the “Corporation”), hereby submits the following Articles of Amendment: 1. The name of the Corporation is Aaron’s Holdings Company, Inc. 2. The Corporation’

December 1, 2020 EX-3.2

Amended and Restated Bylaws of PROG Holdings, Inc. (as amended) (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-3.2 Exhibit 3.2 As Amended Effective November 30, 2020 AMENDED AND RESTATED BYLAWS OF PROG HOLDINGS, INC. ARTICLE I OFFICES Section 1. Registered Office. The registered office shall be in the State of Georgia, County of Gwinnett. Section 2. Other Offices. The corporation may also have offices at such other places both within and without the State of Georgia as the board of directors may from ti

December 1, 2020 EX-10.6

Transition Agreement, dated as of November 30, 2020, by and among PROG Holdings, Inc. (formerly Aaron’s Holdings Company, Inc.), Aaron’s, LLC, The Aaron’s Company, Inc., John W. Robinson III and Progressive Finance Holdings, LLC (solely for purposes of Section 1(a), 15 and 18) (incorporated by reference to Exhibit 10.6 of the Registrant’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-10.6 Exhibit 10.6 Execution Copy TRANSITION AGREEMENT This Transition Agreement (this “Agreement”) by and among Aaron’s Holdings Company, Inc. (the “Company”), Aaron’s, LLC (“Aaron’s”), The Aaron’s Company, Inc. (“TAC,” and, together with Aaron’s, the “Aaron’s Business Parties”), John W. Robinson III (“Executive”), and Progressive Finance Holdings, LLC (“Progressive”) (solely for purposes of Se

December 1, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 1, 2020 (November 24, 2020) PROG Holdings, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporatio

December 1, 2020 EX-10.3

Employee Matters Agreement, dated as of November 29, 2020, by and between PROG Holdings, Inc. (formerly Aaron’s Holdings Company, Inc.) and The Aaron’s Company, Inc. (incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-10.3 Exhibit 10.3 Execution Version EMPLOYEE MATTERS AGREEMENT between AARON’S HOLDINGS COMPANY, INC. (TO BE KNOWN AS PROG HOLDINGS, INC.) and THE AARON’S COMPANY, INC. dated as of November 29, 2020 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Interpretation 6 ARTICLE II ASSIGNMENT OF EMPLOYEES 6 Section 2.1 Active Employees 6 Section 2.2 Former Employees

December 1, 2020 EX-10.5

Credit Agreement among PROG Holdings, Inc., PROG Holding Company, LLC, Progressive Finance Holdings, LLC, those certain other subsidiaries of PROG Holdings, Inc. party thereto, the several banks and other financial institutions from time to time party thereto and JP Morgan Chase Bank, N.A., as administrative agent, dated November 24, 2020 (incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-10.5 Exhibit 10.5 EXECUTION VERSION CREDIT AGREEMENT dated as of November 24, 2020 among PROGRESSIVE FINANCE HOLDINGS, LLC, as the Borrower, AARON’S HOLDINGS COMPANY, INC. as the Ultimate Parent THE SUBSIDIARIES OF THE ULTIMATE PARENT IDENTIFIED HEREIN, as the Guarantors The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swingline Lender and an Issuing Bank BBVA US

December 1, 2020 EX-99.1

PROG Holdings, Inc. Begins Operating as an Independent, Publicly Traded Company Aaron’s Holdings, Inc. Completes Spin-off of its Aaron’s Business Segment and Changes Name to PROG Holdings, Inc.

EX-99.1 Exhibit 99.1 PROG Holdings, Inc. Begins Operating as an Independent, Publicly Traded Company Aaron’s Holdings, Inc. Completes Spin-off of its Aaron’s Business Segment and Changes Name to PROG Holdings, Inc. SALT LAKE CITY, December 1, 2020 – PROG Holdings, Inc. (NYSE: PRG) (“Progressive”) today announced it has begun operating as a standalone business following the completion of the previo

December 1, 2020 EX-10.2

Tax Matters Agreement, dated as of November 29, 2020, by and between PROG Holdings, Inc. (formerly Aaron’s Holdings Company, Inc.) and The Aaron’s Company, Inc. (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed with the SEC on December 1, 2020).

EX-10.2 Exhibit 10.2 Execution Version TAX MATTERS AGREEMENT By and Among AARON’S HOLDINGS COMPANY, INC. and THE AARON’S COMPANY, INC. TABLE OF CONTENTS Page ARTICLE I DEFINITION OF TERMS 2 ARTICLE II PREPARATION AND FILING OF TAX RETURNS 10 Section 2.1 Consolidated Returns 10 Section 2.2 Separate Entity Tax Returns 10 Section 2.3 Tax Reporting Practices 11 Section 2.4 Right to Review Tax Returns

November 18, 2020 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 18, 2020 (November 17, 2020) Aaron?s Holdings Company, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of

November 18, 2020 EX-99.1

Aaron’s Holdings Sets Record and Closing Date for Spin-Off of the Aaron’s Business Company Establishes Record Date of November 27, 2020 Anticipates Closing Spin-Off on November 30, 2020

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Aaron’s Holdings Sets Record and Closing Date for Spin-Off of the Aaron’s Business Company Establishes Record Date of November 27, 2020 Anticipates Closing Spin-Off on November 30, 2020 ATLANTA, November 17, 2020 – Aaron’s Holdings Company, Inc. (NYSE: AAN) (the “Company”), a leading omnichannel provider of lease-purchase solutions, today announced that i

November 18, 2020 EX-99.1

Safe Harbor Statement Statements in this presentation regarding our business that are not historical facts are "forward looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those containe

Investor Presentation November 2020 Exhibit 99.1 Safe Harbor Statement Statements in this presentation regarding our business that are not historical facts are "forward looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. These risks and uncertainties include factors such as (i) the im

November 18, 2020 EX-99.2

Agenda Financial Profile and Outlook Investment Highlights Strategic Priorities 1 2 Company Overview 4 3

Exhibit 99.2 As used in this presentation, ?we,? ?us,? ?our,? ?our Company? and ?the Company? refer to The Aaron?s Company, Inc. Statements in this presentation regarding our business that are not historical facts are ?forward looking statements? that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. These

November 18, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 18, 2020 Aaron?s Holdings Company, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or org

October 30, 2020 8-K

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 30, 2020 Aaron’s Holdings Company, Inc. (Exact name of registrant as specified in its charter) Georgia 1-39628 85-2484385 (State or other jurisdiction of incorporation or orga

October 30, 2020 EX-99.1

[AARON’S LETTERHEAD] TO: Directors and Executive Officers of Aaron’s Holdings Company, Inc. DATE: October 30, 2020 RE: Notice of Temporary Blackout Period and Restrictions on Trading In Connection with Anticipated Closing of Separation Transaction

EX-99.1 Exhibit 99.1 [AARON’S LETTERHEAD] TO: Directors and Executive Officers of Aaron’s Holdings Company, Inc. DATE: October 30, 2020 RE: Notice of Temporary Blackout Period and Restrictions on Trading In Connection with Anticipated Closing of Separation Transaction As you know, in July of this year we announced our intention to separate into two independent, publicly-traded companies: Progressi

October 29, 2020 10-Q

Quarterly Report - 10-Q 3Q 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-13941 AARON’S HOLDINGS CO

October 29, 2020 EX-99.1

Aaron’s Holdings Reports Record Third Quarter Revenues and Earnings

EXHIBIT 99.1 Contact: Aaron’s Holdings Company, Inc. Michael P. Dickerson Vice President, Corporate Communications & Investor Relations 678.402.3590 [email protected] Aaron’s Holdings Reports Record Third Quarter Revenues and Earnings •Third Quarter Revenues of $1.05 Billion, up 9.2% •Diluted EPS $1.60; Non-GAAP Diluted EPS $1.80, up 147% •Progressive Revenues of $601 Million, up 13.7% •Aa

October 29, 2020 EX-10.1

Amendment to the Amended and Restated Executive Severance Pay Plan of Aaron’s

AMENDMENT TO THE EXECUTIVE SEVERANCE PAY PLAN OF AARON’S, INC. THIS AMENDMENT to the Executive Severance Pay Plan of Aaron’s, Inc., effective February 1, 2014 and as amended and restated effective as of August 5, 2015 (the “Plan”) is hereby made and entered into Aaron’s, Inc. (the “Company”), effective as of July 9, 2020. W I T N E S S E T H: WHEREAS, the Company sponsors and maintains the Plan fo

October 29, 2020 8-K

- 8-K EARNINGS RELEASE 3Q2020

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 29, 2020 AARON’S HOLDINGS COMPANY , INC. (Exact name of Registrant as Specified in Charter) Georgia 1-13941 85-2484385 (State or other Jurisdiction of Incorporation) (Commission File Number

October 16, 2020 EX-3.2

Amended and Restated By-Laws of the Registrant (incorporated herein by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K12B filed on October 16, 2020).

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF AARON’S HOLDINGS COMPANY, INC. ARTICLE I OFFICES Section 1. Registered Office. The registered office shall be in the State of Georgia, County of Gwinnett. Section 2. Other Offices. The corporation may also have offices at such other places both within and without the State of Georgia as the board of directors may from time to time determine and the

October 16, 2020 EX-10.1

Assumption Agreement between Aaron’s, Inc. and PROG Holdings, Inc. (formerly Aaron’s Holdings Company, Inc.), dated as of October 16, 2020, among Aaron’s, Inc., Aaron’s Holdings Company, Inc. and Aaron’s Merger Sub, Inc. (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on October 16, 2020).

EX-10.1 Exhibit 10.1 ASSUMPTION AGREEMENT THIS ASSUMPTION AGREEMENT (this “Assumption Agreement”) dated as of October 16, 2020 is between Aaron’s, Inc., a Georgia corporation (“Aaron’s”), and Aaron’s Holdings Company, Inc., a Georgia corporation and a wholly owned subsidiary of Aaron’s (“HoldCo”). All capitalized terms used in this Assumption Agreement and not defined herein have the respective me

October 16, 2020 S-8 POS

Power of Attorney (included on the signature pages hereto).

Form S-8 POS Registration Nos. 333-231463 333-225385 333-204014 333-171113 333-160357 333-123426 333-76026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-231463 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-225385 Post-Effective Amendment No. 1 To Form S-8 Registration Sta

October 16, 2020 EX-10.3

Aaron’s, Inc. Employee Stock Purchase Plan, 2020 Amendment and Restatement (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K12B filed on October 16, 2020).

EX-10.3 Exhibit 10.3 AARON’S, INC. EMPLOYEE STOCK PURCHASE PLAN 2020 AMENDMENT AND RESTATEMENT Effective October 16, 2020 AARON’S, INC. EMPLOYEE STOCK PURCHASE PLAN 2020 AMENDMENT AND RESTATEMENT SECTION 1 PURPOSE, SCOPE AND ADMINISTRATION OF THE PLAN 1.1 Establishment of Plan. Aaron’s, Inc., a Georgia corporation (“Aaron’s”), previously established the Aaron’s, Inc. Employee Stock Purchase Plan (

October 16, 2020 EX-10.7

Amendment to the Aaron Rents, Inc. 2001 Stock Option and Incentive Award Plan, as Amended and Restated (incorporated herein by reference to Exhibit 10.7 to the Registrant’s Current Report on Form 8-K12B filed on October 16, 2020).

EX-10.7 Exhibit 10.7 AMENDMENT TO AARON RENTS, INC. 2001 STOCK OPTION AND INCENTIVE AWARD PLAN THIS AMENDMENT (“Amendment”) to the Aaron Rents, Inc. 2001 Stock Option and Incentive Award Plan, which was most recently amended and restated effective as of February 24, 2009 (the “Plan”) is hereby made and entered into Aaron’s Holdings Company, Inc. (“Holdings”), effective as of October 16, 2020. W I

October 16, 2020 EX-10.4

Fourth Amendment to the Aaron’s, Inc. Employees Retirement Plan (incorporated herein by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K12B filed on October 16, 2020).

EX-10.4 Exhibit 10.4 FOURTH AMENDMENT TO THE AARON’S, INC. EMPLOYEES RETIREMENT PLAN THIS AMENDMENT to the Aaron’s, Inc. Employees Retirement Plan (the “Plan”) is made effective October 16, 2020. W I T N E S S E T H : WHEREAS, Aaron’s, Inc. previously established and has maintained the Plan for the benefit of eligible employees; and WHEREAS, sponsorship of the Plan is being transferred from Aaron’

October 16, 2020 8-K12B

Form 8-K12B

Form 8-K12B SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 16, 2020 Aaron’s Holdings Company, Inc. (Exact name of registrant as specified in its charter) Georgia To be assigned* 85-2484385 (State or other jurisdiction of incorporation o

October 16, 2020 EX-3.1

Second Amended and Restated Articles of Incorporation of the Registrant (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K12B filed on October 16, 2020).

EX-3.1 Exhibit 3.1 ARTICLES OF RESTATEMENT OF ARTICLES OF INCORPORATION OF AARON’S HOLDINGS COMPANY, INC. 1. The name of the corporation is Aaron’s Holdings Company, Inc. (the “Corporation”). 2. These Articles of Restatement amend and restate the Articles of Incorporation of the Corporation, as previously amended, in their entirety. The full text of the Second Amended and Restated Articles of Inco

October 16, 2020 S-8 POS

Power of Attorney (included on the signature pages hereto).

Form S-8 POS Registration Nos. 333-231463 333-225385 333-204014 333-171113 333-160357 333-123426 333-76026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-231463 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-225385 Post-Effective Amendment No. 1 To Form S-8 Registration Sta

October 16, 2020 EX-10.2

Aaron’s, Inc. Amended and Restated 2015 Equity and Incentive Award Plan, 2020 Amendment and Restatement (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K12B filed on October 16, 2020).

EX-10.2 Exhibit 10.2 AARON’S, INC. AMENDED AND RESTATED 2015 EQUITY AND INCENTIVE PLAN 2020 AMENDMENT AND RESTATEMENT ARTICLE 1. PURPOSE AND GENERAL PROVISIONS 1.1 Establishment of Plan. Aaron’s, Inc., a Georgia corporation (“Aaron’s”), previously established an incentive compensation plan known as the Aaron’s, Inc. Amended and Restated 2015 Equity and Incentive Plan (the “2015 Plan”). Effective o

October 16, 2020 EX-3.3

Specimen Stock Certificate of Aaron’s Holdings Company, Inc.

EX-3.3 Exhibit 3.3 ZQICERT COYICLSIRGSTRYIACCT ITRANSTYPEIRUN TRANS OS: COMMON STOCK COMMON STOCK 0 8888. Dl PAR VALUE $.50 win e.g. can 0 0 z, :::s Or :;: ui zm :I: 0 ii a ii 0: :;· Ill n 1 1 0 AARON S HOLDINGS COMPANY, INC. 0 INCORPORATED UNDER THE LAWS OF THE STATE OF GEORGIA 3 . Zero SEE REVERSE FOR CERTAIN DEFINITIONS Dl THIS CERTIFIES THAT: s CUSIP 00258R 10 nine. 5 is the owner of THIS CERT

October 16, 2020 S-8 POS

Power of Attorney (included on the signature pages hereto).

Form S-8 POS Registration Nos. 333-231463 333-225385 333-204014 333-171113 333-160357 333-123426 333-76026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-231463 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-225385 Post-Effective Amendment No. 1 To Form S-8 Registration Sta

October 16, 2020 S-8 POS

Power of Attorney (included on the signature pages hereto).

Form S-8 POS Registration Nos. 333-231463 333-225385 333-204014 333-171113 333-160357 333-123426 333-76026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-231463 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-225385 Post-Effective Amendment No. 1 To Form S-8 Registration Sta

October 16, 2020 S-8 POS

Power of Attorney (included on the signature pages hereto).

Form S-8 POS Registration Nos. 333-231463 333-225385 333-204014 333-171113 333-160357 333-123426 333-76026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-231463 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-225385 Post-Effective Amendment No. 1 To Form S-8 Registration Sta

October 16, 2020 S-8 POS

Power of Attorney (included on the signature pages hereto).

Form S-8 POS Registration Nos. 333-231463 333-225385 333-204014 333-171113 333-160357 333-123426 333-76026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-231463 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-225385 Post-Effective Amendment No. 1 To Form S-8 Registration Sta

October 16, 2020 EX-99.1

Exhibit 99.1

EX-99.1 Exhibit 99.1 DESCRIPTION OF AARON’S HOLDINGS COMPANY, INC. CAPITAL STOCK The following is a summary of the terms of our common stock based on our amended and restated articles of incorporation (our “articles of incorporation”), our amended and restated bylaws (our “bylaws”) and applicable provisions of Georgia law. This summary is not complete and is subject to and qualified in its entiret

October 16, 2020 S-8 POS

Power of Attorney (included on the signature pages hereto).

Form S-8 POS Registration Nos. 333-231463 333-225385 333-204014 333-171113 333-160357 333-123426 333-76026 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-231463 Post-Effective Amendment No. 1 To Form S-8 Registration Statement No. 333-225385 Post-Effective Amendment No. 1 To Form S-8 Registration Sta

October 16, 2020 EX-10.5

Aaron’s, Inc. Deferred Compensation Plan, 2020 Amendment and Restatement (incorporated herein by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K12B filed on October 16, 2020).

EX-10.5 Exhibit 10.5 Aaron’s, Inc. Deferred Compensation Plan As Amended and Restated Effective October 16, 2020 Aaron’s, Inc. Deferred Compensation Plan TABLE OF CONTENTS Page ARTICLE 1 Definitions 1 1.1 Account Balance 1 1.2 Act 1 1.3 Annual Account 1 1.4 Annual Deferral Amount 1 1.5 Annual Installment Method 2 1.6 Base Salary 2 1.7 Beneficiary 2 1.8 Beneficiary Designation Form 2 1.9 Benefit Di

October 16, 2020 EX-10.6

Amended and Restated Compensation Plan for Non-Employee Directors, 2020 Amendment and Restatement (incorporated by reference to Exhibit 10.6 of the Company’s Current Report on Form 8-K filed with the SEC on October 16, 2020).

EX-10.6 Exhibit 10.6 AARON’S, INC. AMENDED AND RESTATED COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS 2020 AMENDMENT AND RESTATEMENT Effective October 16, 2020 1. Purpose and General Provisions. 1.1 Establishment of Plan. Aaron’s, Inc., a Georgia corporation (“Aaron’s”), previously established a compensation plan known as the Aaron’s, Inc. Amended and Restated Compensation Plan for Non-Employee Dir

May 8, 2020 424B3

400 Galleria Parkway, S.E., Suite 300 Atlanta, Georgia 30339 JOINT PROXY STATEMENT/PROSPECTUS

Filed Pursuant to Rule 424(b)(3) File No. 333-237657 400 Galleria Parkway, S.E., Suite 300 Atlanta, Georgia 30339 JOINT PROXY STATEMENT/PROSPECTUS May 7, 2020 To Our Fellow Shareholders: It is our pleasure to invite you to attend the 2020 Annual Meeting of Shareholders of Aaron’s, Inc. to be held on June 18, 2020, at 9:00 a.m., local time, at the law offices of King & Spalding LLP, 17th Floor, loc

May 5, 2020 EX-99.1

Form of Proxy Card*

AARON'S, INC. ATTN: STEPHANIE MIDDLETON 400 GALLERIA PARKWAY, SE SUITE 300 ATLANTA, GA 30339 VOTE BY INTERNET - www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 p.m. Eastern Time on June 17, 2020. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create

May 5, 2020 S-4/A

- FORM S-4/A

As filed with the Securities and Exchange Commission on May 5, 2020 Registration Statement No.

May 5, 2020 CORRESP

-

May 5, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

April 13, 2020 S-4

Power of Attorney (included on signature page to the registration statement).**

As filed with the Securities and Exchange Commission on April 13, 2020 Registration Statement No.

April 13, 2020 EX-99.1

Form of Proxy Card*

Using a black ink pen, mark your votes with an X as shown in this example. Please do not write outside the designated areas. Your vote matters ? here?s how to vote! You may vote online or by phone instead of mailing this card. Votes submitted electronically must be received by 11:59 p.m., Eastern Time, on [?], 2020. Online Go to www.envisionreports.com/AAN or scan the QR code ? login details are l

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